Welltower / multiple care homes merger inquiries
The Competition and Markets Authority (CMA) is investigating four completed acquisitions by Welltower Inc. (Welltower) of care homes managed by Barchester Healthcare, HC-One, Aria Care (including Asprey) and Danforth Care.
As part of this investigation, the CMA is also investigating whether the above arrangements also give rise to relevant merger situations between Care UK Care Services Limited (Care UK) and Aria Care (either on their own or together with Welltower) and between Apex Healthcare Properties (Apex) and HC-One (either on their own or together with Welltower).
Statutory timetable
| Date | Action |
|---|---|
| 7 May 2026 | Decision announced |
| 9 March 2026 to 23 March 2026 | Second invitation to comment (including in relation to Apex and Care UK) |
| 9 March 2026 | Launch of merger inquiries |
| 3,6 and 10 February 2026 | Initial enforcement order |
| 19 January 2026 to 2 February 2026 | Inital invitation to comment |
Phase 1
Reference unless undertakings accepted
7 May 2026: The CMA has decided, on the information currently available to it, that it is or may be the case that each of the mergers have resulted or may be expected to result in a substantial lessening of competition within a market or markets in the United Kingdom. Each of these mergers will be referred for an in-depth, phase 2 investigation unless Welltower and Apex offer acceptable undertakings to address these competition concerns. The full text of the decision will be published shortly.
Transactions being investigated
The CMA has decided to investigate the completed acquisitions by Welltower Inc. of multiple care homes managed by Barchester Healthcare, HC-One, Aria Care (including Asprey) and Danforth Care, including the following entities:
In relation to the HC-One acquisition
- HC One Topco Limited (Cayman Islands), and its subsidiaries
- HC One Ltd (UK), and its subsidiaries
- HC One No.1 Ltd (UK)
- HC One No.2 Ltd (UK)
- HC One No.5 Ltd (UK)
- Ideal Carehomes Ltd (UK), and its subsidiaries
- Ideal Carehomes (2) Ltd (UK)
- Ideal Carehomes (5) Ltd (UK)
- Ideal Carehomes (4) Ltd (UK)
In relation to the Barchester Healthcare acquisition
- Scarborough Hall Ltd (UK)
- Barchester Holdco Jersey Ltd (Jersey), and its subsidiaries
- Worplesdon View 2016 Ltd (UK), and its subsidiaries
- Barchester Propco Two Ltd (UK), and its subsidiaries
- Barchester Holdco Ltd (UK)
- GCH (One) Ltd (Jersey)
- Wadhurst Manor 2015 Ltd (UK)
- GCH (Two) Ltd (Jersey)
- Juniper House 2015 Ltd (UK)
- GCH (Four) Ltd (Jersey)
- Oak Grange 2015 Ltd (UK)
- GCH (Three) Ltd (Jersey)
- Marnel Park 2016 Ltd (UK)
- GCH (Five) Ltd (Jersey)
- GCH (Six) Ltd (Jersey)
- Barchester Propco (Maidstone Two) Ltd (UK)
- Deeping Care Home Ltd (UK)
- GCD (Balsall) Ltd (Jersey)
- Barchester Propco (Ltd) (UK)
- GCD (Hopton) Ltd (Jersey)
- Barchester Propco 2019 Ltd (UK)
- GCD (Newark) Ltd (Jersey)
- GJP Southport Ltd (UK)
- GCD (Lymm) Ltd (Jersey)
- Burton Waters Care Home Ltd (UK)
- Barchester Propco Jersey Ltd (Jersey)
- Tewkesbury Care Home Ltd (UK)
- GCD (Saltford) Ltd (Jersey)
- Barchester Propco Hellens Ltd (UK)
In relation to the Danforth Care acquisition
- Willhow Carehomes Topco Limited (UK) and its subsidiaries
In relation to the Aria Care (including Asprey) acquisition
- Farehom OpCo Limited (UK)
- Orpington Opco Limited (UK)
- Asprey Healthcare Limited (CQC Registrant) (UK)
- AriaNL CHD HoldCo Ltd (Jersey), and its subsidiaries
- Asprey HoldCo One (UK) Limited (UK), and its subsidiaries
- Aria Holdco Three (UK) Ltd (UK), and its subsidiaries
- Aria Operations MB Ltd (UK), and its subsidiaries
As part of this investigation, the CMA is also investigating whether the agreements giving rise to the above arrangements also give rise to relevant merger situations between Care UK and Aria Care (either on their own or together with Welltower) and between Apex and HC-One (either on their own or together with Welltower).
In total, the transactions being investigated include over 600 operational care homes and a further number of care homes for which planning permission has already been granted.
Launch of merger inquiry
9 March 2026: The CMA announced the launch of its merger inquiry by notice to the parties.
- Commencement notice (PDF, 102KB) (9.3.2026)
Second invitation to comment: closed
9 March 2026: The CMA has today issued a second invitation to comment, giving all interested third parties a further opportunity to submit views about the impact that any or all of the transactions described above could have on competition in the UK. These comments should be provided by the deadline set out above (specifying which of the transaction(s) they refer to). The CMA will take into account all views already submitted as part of its initial invitation to comment launched in January 2026 and it is not necessary to re-submit any comments you made previously.
Initial enforcement orders
10 February 2026: The CMA has served an initial enforcement order under section 72(2) of the Enterprise Act 2002 on Welltower Inc., Mint UK Bidco LLC, Barchester Holdco (Jersey) Limited, Scarborough Hall Limited and Limecay Limited in respect of the Barchester acquisition.
6 February 2026: The CMA has served initial enforcement orders under section 72(2) of the Enterprise Act 2002 on: (i) Welltower Inc., Neptune WT Topco Limited, Asprey HoldCo One (UK) Limited, Aria Holdco Three (UK) Ltd and AriaNL CHD Holdco Ltd in respect of the Aria Care acquisition; and (ii) Welltower Inc., Marvin Topco Limited and Willow Carehomes Topco Limited in respect of the Danforth Care acquisition.
- Initial enforcement order (Aria Care acquisition) (PDF, 198KB) (10.2.26)
- Initial enforcement order (Danforth Care acquisition) (PDF, 199KB) (10.2.26)
3 February 2026: The CMA has served an initial enforcement order under section 72(2) of the Enterprise Act 2002 on Welltower Inc., Horizon TopCo Limited and HC-One Topco Limited in respect of the HC-One acquisition.
Amendments and consents granted
- Derogation 3 February 2026 (HC-One) (PDF, 179KB) (3.2.26)
- Derogation 6 February (Aria Care aquisition) (PDF, 183KB) (10.2.26)
- Derogation 10 February 2026 (Barchester Healthcare acquisition) (PDF, 180KB) (10.2.26)
- Derogation 13 February 2026 (HC-One) (PDF, 155KB) (17.2.26)
- Derogation 27 March 2026 (HC-One) (PDF, 138KB) (31.3.26)
- Derogation 11 May 2026 (HC-One) (PDF, 156KB) (12.5.26)
Initial invitation to comment: closed 2 February 2026
19 January 2026: The CMA is issuing this ‘invitation to comment’ to allow interested parties to submit to the CMA any initial views on the impact that any or all of the transactions listed above could have on competition in the UK. The CMA has not yet launched its formal investigation into these transactions. This invitation to comment is the first part of the CMA’s information-gathering process.
Pre-notification
The CMA has received the necessary information from the parties to commence pre-notification.
Contact
Please send written representations about any competition issues to: welltower.various@cma.gov.uk
Privacy notice
Your name and contact details are your personal data. In collecting, receiving, storing, accessing and using your personal data, the CMA, as controller, is processing your personal data. The CMA processes personal data in accordance with data protection law. The CMA is processing your personal data so that it can contact you again, should it need further help or information from you, in order to carry out its merger work under Part 3 of the Enterprise Act 2002. For more information about how the CMA processes personal data and your rights relating to that data, please see our Privacy Notice.